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Fidelity National Financial, Inc. (FNF) SEC Filing 8-K Material Event for the period ending Tuesday, November 2, 2021

Fidelity National Financial, Inc.

CIK: 1331875 Ticker: FNF

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FNF Reports Third Quarter 2021 Diluted EPS from Continuing Operations of $2.58 and Adjusted Diluted EPS from Continuing Operations of $2.12, Pre-Tax Title Margin of 16.6% and Adjusted Pre-Tax Title Margin of 21.7%
Jacksonville, Fla. - (November 2, 2021) - Fidelity National Financial, Inc. (NYSE:FNF), a leading provider of title insurance and transaction services to the real estate and mortgage industries and a leading provider of annuity and life insurance products through the Company's wholly-owned subsidiary, F&G, today reported operating results for the period ended September 30, 2021.

Total revenue of $3.9 billion in the third quarter versus $3.0 billion in the third quarter of 2020
Third quarter net earnings from continuing operations of $735 million and adjusted net earnings from continuing operations of $604 million versus net earnings from continuing operations of $406 million and adjusted net earnings of $435 million for the third quarter of 2020
Third quarter diluted EPS from continuing operations of $2.58 and adjusted diluted EPS from continuing operations of $2.12 versus diluted EPS from continuing operations of $1.39 and adjusted diluted EPS from continuing operations of $1.48 in the third quarter of 2020
Recognized losses were $154 million in the third quarter versus recognized gains of $73 million in the third quarter of 2020 primarily due to mark to market accounting treatment of equity and preferred stock securities whether the securities were disposed of in the quarter or continue to be held in our investment portfolio

Title
Total revenue of $2.9 billion versus $2.5 billion in total revenue in the third quarter of 2020
Total revenue, excluding recognized gains and losses, of $3.1 billion versus $2.5 billion in the third quarter of 2020, an increase of 24%
Pre-tax earnings of $486 million and adjusted pre-tax earnings of $669 million versus pre-tax earnings of $507 million and adjusted pre-tax earnings of $528 million in the third quarter of 2020
Pre-tax title margin of 16.6% and adjusted pre-tax title margin of 21.7% versus pre-tax title margin of 20.4% and adjusted pre-tax title margin of 21.2% in the third quarter of 2020
Third quarter purchase orders opened increased 1% on a daily basis and purchase orders closed increased 9% on a daily basis versus the third quarter of 2020; refinance orders opened decreased 33% on a daily basis and refinance orders closed decreased 21% on a daily basis versus the third quarter of 2020
Total commercial revenue of $366 million, a 69% increase versus total commercial revenue in the third quarter of 2020, driven by a 31% increase in closed orders; third quarter total commercial orders opened increased 15% compared to the prior year
Overall third quarter average fee per file of $2,581, a 25% increase versus the third quarter of 2020

Title Orders
Direct Orders Opened *Direct Orders Closed *
Month  / (% Purchase)  / (% Purchase)
July 2021  230,00050%  171,00052%
August 2021  242,00049%  181,00048%
September 2021  216,00050%  175,00049%
      
Third Quarter 2021  688,00050%  527,00050%
Direct Orders Opened *Direct Orders Closed *
Month  / (% Purchase)  / (% Purchase)
July 2020  292,00040%  187,00043%
August 2020  283,00040%  186,00042%
September 2020  272,00040%  198,00040%
      
Third Quarter 2020  847,00040%  571,00042%
* Includes an immaterial number of non-purchase and non-refinance orders
1



F&G

F&G, a leading provider of annuities and life insurance, reported operating results for the third quarter of 2021. As a result of acquisition accounting (purchase accounting or PGAAP), financial results for periods after June 1, 2020 are generally not comparable to the results of prior periods. Certain metrics, such as sales and policyholder account values, are not affected by PGAAP and are comparable to prior period data.
Total Sales of $3.1 billion in the third quarter, an increase of 171% to the prior year, and an increase of 15% from the record sequential quarter
Total Retail Annuity Sales of $1.5 billion in the third quarter, an increase of 43% to the prior year, and a decrease of 7% from the record sequential quarter. Fixed Indexed Annuities (FIA) Sales of $1.1 billion in the third quarter, an increase of 32% to the prior year, and a decrease of 5% from the record sequential quarter
Institutional market sales of $1.5 billion in the third quarter and $2.6 billion year to date, including funding agreement-backed note issuances of $1.2 billion in the third quarter and total funding agreements of $2.3 billion year to date. In addition, F&G has closed $371 million of pension risk transfer transactions in the third quarter and secured an additional $564 million of pension risk transfer transactions in October 2021
Average Assets Under Management (AAUM) of $32.7 billion for the third quarter, up 7% from $30.4 billion in the sequential period driven by net new business asset flows
Net Investment Spread: FIA spread for the third quarter of 335 basis points; Total Spread, including all product lines, for the third quarter of 285 basis points
Net Earnings Attributable to Common Shareholders of $373 million for the third quarter, including a $224 million one-time favorable adjustment from an actuarial system conversion which reflects modeling enhancement and other refinements, $57 million net favorable mark-to-market effects, $3 million loss from discontinued operations, and $6 of million other unfavorable items; all of which are excluded from Adjusted Net Earnings
Adjusted Net Earnings From Continuing Operations Attributable to Common Shareholders of $101 million for the third quarter, including $27 million of net favorable notable items

William P. Foley, II, commented, “For the third quarter, we grew revenues 31% to $3.9 billion which resulted in adjusted net earnings growth of 39% to $604 million, both as compared to the 2020 third quarter. Importantly, holding company cash grew by 25% to $1.5 billion as compared to $1.2 billion at the end of the 2021 second quarter. We grew cash on our balance sheet despite being active with our capital allocation program focused on share buybacks and a steady stream of capital return with our dividend. Our results speak to the dynamic business model that we have created which we believe positions FNF for success through varying market cycles.

Looking at our Title results, we delivered adjusted pre-tax title earnings of $669 million and an adjusted pre-tax title margin of 21.7%, compared to adjusted pre-tax title earnings of $528 million and an adjusted pretax title margin of 21.2% in the 2020 comparable quarter. Our third quarter margins and earnings were the strongest third quarter results in our Company’s history which speaks to our market leading position combined with the outstanding execution of our entire team. Total commercial revenues also continued at record levels as we achieved $366 million of revenues in the third quarter of 2021, an increase of 69% as compared to the year ago third quarter. Commercial opened orders have exceeded 1,000 per day over the last eight months, having consistently been in record territory and will provide momentum for the fourth quarter and the beginning of 2022 given the longer tail for closings in commercial as compared to residential.

Turning to F&G, we are making great strides on our diversified growth strategy. The new Institutional channel is on track to achieve $3 billion of first year sales in 2021 from funding agreements and pension risk transfer transactions. In addition, total retail sales at $1.6 billion in the quarter grew by 44%, as compared to the third quarter of 2020, and reflect productive and expanding relationships with bank, broker dealer and agent distribution partners. F&G continues to maintain attractive spreads, and this disciplined approach to attracting new business has resulted in strong adjusted net earnings that contributed 17% of FNF's consolidated results in the third quarter.

Mr. Foley concluded, "Our capital allocation strategy remains a key focus of the Board. Our disciplined strategy is focused on returning capital to shareholders, while making strategic investments in our businesses to drive profitable growth and attractive returns for our shareholders. We recently announced our fourth quarter dividend of $0.44 per share, an increase of 10% from our previous quarterly dividend, and have continued to make share repurchases throughout the third quarter and into the fourth as we completed our previously announced $500 million share repurchase plan in the first week of October. During the quarter we purchased 1.3 million shares at an average purchase price of $46.29 per share.”
2


Conference Call
We will host a call with investors and analysts to discuss third quarter 2021 FNF results on Wednesday, November 3, 2021, beginning at 12:00 p.m. Eastern Time. A live webcast of the conference call will be available on the Events and Multimedia page of the FNF Investor Relations website at fnf.com. The conference call replay will be available via webcast through the FNF Investor Relations website at fnf.com. The telephone replay will be available from 3:00 p.m. Eastern Time on November 3, 2021, through November 10, 2021, by dialing 1-844-512-2921 (USA) or 1-412-317-6671 (International). The access code will be 13723639. An expanded quarterly financial supplement providing segment results is available on the FNF Investor Relations website.

About Fidelity National Financial, Inc.
Fidelity National Financial, Inc. (NYSE: FNF) is a leading provider of title insurance and transaction services to the real estate and mortgage industries. FNF is the nation’s largest title insurance company through its title insurance underwriters - Fidelity National Title, Chicago Title, Commonwealth Land Title, Alamo Title and National Title of New York - that collectively issue more title insurance policies than any other title company in the United States. More information about FNF can be found at fnf.com.

About F&G
F&G is part of the FNF family of companies. F&G is committed to helping Americans turn their aspirations into reality. F&G is a leading provider of annuity and life insurance products and is headquartered in Des Moines, Iowa. For more information, please visit www.fglife.com.

Use of Non-GAAP Financial Information
Generally Accepted Accounting Principles (GAAP) is the term used to refer to the standard framework of guidelines for financial accounting. GAAP includes the standards, conventions, and rules accountants follow in recording and summarizing transactions and in the preparation of financial statements. In addition to reporting financial results in accordance with GAAP, FNF has provided non-GAAP financial measures, which it believes are useful to help investors better understand its financial performance, competitive position and prospects for the future. These non-GAAP measures include adjusted net earnings, adjusted earnings per share, adjusted pre-tax title earnings, adjusted pre-tax title earnings as a percentage of adjusted title revenue (adjusted pre-tax title margin), F&G adjusted net earnings, F&G adjusted net earnings attributable to common shareholders, F&G net investment spread, F&G average assets under management and F&G sales.

Any non-GAAP measures should be considered in context with the GAAP financial presentation and should not be considered in isolation or as a substitute for GAAP net earnings. Further, FNF's non-GAAP measures may be calculated differently from similarly titled measures of other companies. Reconciliations of these non-GAAP measures to related GAAP measures are provided below.

Forward-Looking Statements and Risk Factors
This press release contains forward-looking statements that involve a number of risks and uncertainties. Statements that are not historical facts, including statements regarding our expectations, hopes, intentions or strategies regarding the future are forward-looking statements. Forward-looking statements are based on management's beliefs, as well as assumptions made by, and information currently available to, management. Because such statements are based on expectations as to future financial and operating results and are not statements of fact, actual results may differ materially from those projected. We undertake no obligation to update any forward-looking statements, whether as a result of new information, future events or otherwise. The risks and uncertainties which forward-looking statements are subject to include, but are not limited to: the ability of FNF to successfully integrate F&G's operations and employees; the potential impact of the consummation of the F&G transaction on relationships, including with employees, suppliers, customers and competitors; changes in general economic, business, political and COVID-19 conditions, including changes in the financial markets; weakness or adverse changes in the level of real estate activity, which may be caused by, among other things, high or increasing interest rates, a limited supply of mortgage funding or a weak U. S. economy; our potential inability to find suitable acquisition candidates; our dependence on distributions from our title insurance underwriters as a main source of cash flow; significant competition that F&G and our operating subsidiaries face; compliance with extensive government regulation of our operating subsidiaries; and other risks detailed in the “Statement Regarding Forward-Looking Information,” “Risk Factors” and other sections of FNF's Form 10-K and other filings with the Securities and Exchange Commission ("SEC").
FNF-E
SOURCE: Fidelity National Financial, Inc.
CONTACT: Jamie Lillis, Managing Director, Solebury Trout, 203-428-3223, jlillis@soleburytrout.com
3


FIDELITY NATIONAL FINANCIAL, INC.
THIRD QUARTER SEGMENT INFORMATION
(In millions, except order information in thousands)
(Unaudited)
ConsolidatedTitleF&GCorporate and Other
Three Months Ended
September 30, 2021
Direct title premiums$896 $896 $— $— 
Agency title premiums1,318 1,318 — — 
Escrow, title related and other fees 1,324 849 431 44 
Total title and escrow3,538 3,063 431 44 
Interest and investment income508 27 481 — 
Recognized gains and losses, net(154)(169)15 — 
Total revenue3,892 2,921 927 44 
Personnel costs894 838 32 24 
Agent commissions1,010 1,010 — — 
Other operating expenses 498 451 22 25 
Benefits & other policy reserve changes185 — 185 — 
Depreciation and amortization252 36 210 
Claim loss expense100 100 — — 
Interest expense27 — 21 
Total expenses2,966 2,435 455 76 
Pre-tax earnings (loss) from continuing operations$926 $486 $472 $(32)
  Income tax expense (benefit)213 126 96 (9)
  Earnings (loss) from equity investments27 26 — 
  Earnings (loss) from discontinued operations, net of tax (3)— (3)— 
  Non-controlling interests5 — 
Net earnings (loss) attributable to common shareholders$732 $382 $373 $(23)
EPS from continuing operations attributable to common shareholders - basic$2.60 
EPS from discontinued operations attributable to common shareholders - basic(0.01)
EPS attributable to common shareholders - basic$2.59 
EPS from continuing operations attributable to common shareholders - diluted$2.58 
EPS from discontinued operations attributable to common shareholders - diluted(0.01)
EPS attributable to common shareholders - diluted$2.57 
Weighted average shares - basic283 
Weighted average shares - diluted285 






4


FIDELITY NATIONAL FINANCIAL, INC.
THIRD QUARTER SEGMENT INFORMATION
(In millions, except order information in thousands)
(Unaudited)
ConsolidatedTitleF&GCorporate and Other
Three Months Ended
September 30, 2021
Net earnings (loss) attributable to common shareholders$732 $382 $373 $(23)
  Loss from discontinued operations, net of tax(3)— (3)— 
Net earnings (loss) from continuing operations attributable to common shareholders$735 $382 $376 $(23)
Pre-tax earnings (loss) from continuing operations$926 $486 $472 $(32)
 Non-GAAP Adjustments
  Recognized (gains) and losses, net71 169 (98)— 
  Indexed product related derivatives26 — 26 — 
  Purchase price amortization25 14 
  Transaction costs3 — 
  Other non-recurring items(1)
(284)— (284)— 
Adjusted pre-tax earnings (loss)$767 $669 $124 $(26)
Total non-GAAP, pre-tax adjustments$(159)$183 $(348)$
  Income taxes on non-GAAP adjustments28 (44)73 (1)
Total non-GAAP adjustments$(131)$139 $(275)$5 
Adjusted net earnings (loss) from continuing operations attributable to common shareholders$604 $521 $101 $(18)
Adjusted EPS from continuing operations attributable to common shareholders - diluted2.12 

(1) See F&G Non-GAAP Measures and Other Information






















5


FIDELITY NATIONAL FINANCIAL, INC.
THIRD QUARTER SEGMENT INFORMATION
(In millions, except order information in thousands)
(Unaudited)
ConsolidatedTitleF&GCorporate and Other
Three Months Ended
September 30, 2020
Direct title premiums$733 $733 $— $— 
Agency title premiums981 981 — — 
Escrow, title related and other fees 853 742 60 51 
Total title and escrow2,567 2,456 60 51 
Interest and investment income336 31 305 — 
Recognized gains and losses, net 73 (3)77 (1)
Total revenue2,976 2,484 442 50 
Personnel costs782 726 23 33 
Agent commissions749 749 — — 
Other operating expenses449 386 33 30 
Benefits & other policy reserve changes 251 — 251 — 
Depreciation and amortization100 39 56 
Claim loss expense77 77 — — 
Interest expense29 — 22 
Total expenses2,437 1,977 370 90 
Pre-tax earnings (loss) $539 $507 $72 $(40)
  Income tax expense (benefit)133 129 (2)
  Earnings from equity investments7 — 
  Earnings (loss) from discontinued operations, net of tax(28)— (28)— 
  Non-controlling interests7 — — 
Net earnings (loss) attributable to common shareholders$378 $376 $38 $(36)
EPS from continuing operations attributable to common shareholders - basic$1.40 
EPS from discontinued operations attributable to common shareholders - basic$(0.10)
EPS attributable to common shareholders - basic$1.30 
EPS from continuing operations attributable to common shareholders - diluted$1.39 
EPS from discontinued operations attributable to common shareholders - diluted$(0.10)
EPS attributable to common shareholders - diluted$1.29 
Weighted average shares - basic291 
Weighted average shares - diluted293 

6


FIDELITY NATIONAL FINANCIAL, INC.
THIRD QUARTER SEGMENT INFORMATION
(In millions, except order information in thousands)
(Unaudited)
ConsolidatedTitleF&GCorporate and Other
Three Months Ended
September 30, 2020
Net earnings (loss) attributable to common shareholders$378 $376 $38 $(36)
  Loss from discontinued operations, net of tax$(28)$ $(28)$ 
Net earnings (loss) from continuing operations, attributable to common shareholders$406 $376 $66 $(36)
Pre-tax earnings (loss) from continuing operations 539 507 72 (40)
Non-GAAP Adjustments
  Recognized (gains) and losses, net(11)(15)
  Indexed product related derivatives 14 — 14 — 
  Debt issuance costs1 — — 
  Purchase price amortization29 18 7
  Transaction costs12 — 10
Adjusted pre-tax earnings (loss)$584 $528 $88 $(32)
Total non-GAAP, pre-tax adjustments$45 $21 $16 $
  Income taxes on non-GAAP adjustments(15)(5)(8)(2)
  Non-controlling interest on non-GAAP adjustments(1)(1)— — 
Total non-GAAP adjustments$29 $15 $8 $6 
Adjusted net earnings attributable to common shareholders$435 $391 $74 $(30)
Adjusted EPS attributable to common shareholders - diluted$1.48 
7


FIDELITY NATIONAL FINANCIAL, INC.
YTD SEGMENT INFORMATION
(In millions, except order information in thousands)
(Unaudited)
ConsolidatedTitleF&GCorporate and Other
Nine Months Ended
September 30, 2021
Direct title premiums$2,546 $2,546 $— $— 
Agency title premiums3,632 3,632 — — 
Escrow, title related and other fees 3,123 2,433 557 133 
Total title and escrow9,301 8,611 557 133 
Interest and investment income 1,424 83 1,341 — 
Recognized gains and losses, net121 (258)370 
Total revenue10,846 8,436 2,268 142 
Personnel costs2,596 2,418 93 85 
Agent commissions2,787 2,787 — — 
Other operating expenses1,432 1,281 76 75 
Benefits & other policy reserve changes734 — 734 — 
Depreciation and amortization540 103 419 18 
Claim loss expense278 278 — — 
Interest expense83 — 21 62 
Total expenses8,450 6,867 1,343 240 
Pre-tax earnings (loss) from continuing operations$2,396 $1,569 $925 $(98)
  Income tax expense (benefit)555 389 189 (23)
  Earnings (loss) from equity investments54 48 — 
  Earnings from discontinued operations, net of tax8 — — 
  Non-controlling interests14 13 — 
Net earnings (loss) attributable to common shareholders$1,889 $1,215 $744 $(70)
EPS from continuing operations attributable to common shareholders - basic$6.57 
EPS from discontinued operations attributable to common shareholders - basic0.03 
EPS attributable to common shareholders - basic$6.60 
EPS from continuing operations attributable to common shareholders - diluted$6.53 
EPS from discontinued operations attributable to common shareholders - diluted0.03 
EPS attributable to common shareholders - diluted$6.56 
Weighted average shares - basic286 
Weighted average shares - diluted288 
8


FIDELITY NATIONAL FINANCIAL, INC.
YTD SEGMENT INFORMATION
(In millions, except order information in thousands)
(Unaudited)
ConsolidatedTitleF&GCorporate and Other
Nine Months Ended
September 30, 2021
Net earnings (loss) attributable to common shareholders$1,889 $1,215 $744 $(70)
Earnings from discontinued operations, net of tax8 — — 
Net earnings (loss) from continuing operations attributable to common shareholders$1,881 $1,215 $736 $(70)
Pre-tax earnings (loss) from continuing operations$2,396 $1,569 $925 $(98)
Non-GAAP Adjustments
  Recognized (gains) and losses, net6 258 (243)(9)
  Indexed product related derivatives(84)— (84)— 
  Purchase price amortization74 42 20 12 
  Transaction costs13 — 
  Other non-recurring items(1)
(284)— (284)— 
Adjusted pre-tax earnings (loss)$2,121 $1,869 $339 $(87)
Total non-GAAP, pre-tax adjustments$(275)$300 $(586)$11 
  Income taxes on non-GAAP adjustments47 (72)121 (2)
  Non-controlling interest on non-GAAP adjustments(1)— — (1)
Total non-GAAP adjustments$(229)$228 $(465)$8 
Adjusted net earnings (loss) from continuing operations attributable to common shareholders$1,652 $1,443 $271 $(62)
Adjusted EPS from continuing operations attributable to common shareholders - diluted$5.74 

(1) See F&G Non-GAAP Measures and Other Information
9


FIDELITY NATIONAL FINANCIAL, INC.
YTD SEGMENT INFORMATION
(In millions, except order information in thousands)
(Unaudited)
F&G
Nine Months EndedConsolidatedTitleCorporate and Other
September 30, 2020
Direct title premiums$1,854 $1,854 $— $— 
Agency title premiums2,497 2,497 — — 
Escrow, title related and other fees 2,201 2,007 80 114 
Total title and escrow6,552 6,358 80 114 
Interest and investment income541 120 416 
Recognized gains and losses, net (85)(147)70 (8)
Total revenue7,008 6,331 566 111 
Personnel costs2,088 1,992 32 64 
Agent commissions1,907 1,907 — — 
Other operating expenses1,306 1,140 45 121 
Benefits & other policy reserve changes 406 — 406 — 
Depreciation and amortization189 113 59 17 
Claim loss expense196 196 — — 
Interest expense62 10 51 
Total expenses6,154 5,349 552 253 
Pre-tax earnings (loss) from continuing operations$854 $982 $14 $(142)
  Income tax expense (benefit)194 240 (8)(38)
  Earnings from equity investments9 — 
  Earnings (loss) from discontinued operations, net of tax(23)— (23)— 
  Non-controlling interests20 20 — — 
Net earnings (loss) attributable to common shareholders$626 $730 $(1)$(103)
EPS from continuing operations attributable to common shareholders - basic$2.32 
EPS from discontinued operations attributable to common shareholders - basic$(0.08)
EPS attributable to common shareholders - basic$2.24 
EPS from continuing operations attributable to common shareholders - diluted$2.29 
EPS from discontinued operations attributable to common shareholders - diluted$(0.08)
EPS attributable to common shareholders - diluted$2.21 
Weighted average shares - basic280 
Weighted average shares - diluted283 

10


FIDELITY NATIONAL FINANCIAL, INC.
YTD SEGMENT INFORMATION
(In millions, except order information in thousands)
(Unaudited)
ConsolidatedTitleF&GCorporate and Other
Nine Months Ended
September 30, 2020
Net earnings (loss) attributable to common shareholders$626 $730 $(1)$(103)
Loss from discontinued operations, net of tax(23)— (23)— 
Net earnings (loss) from continuing operations attributable to common shareholders$649 $730 $22 $(103)
Pre-tax earnings (loss) from continuing operations854 982 14 (142)
Non-GAAP Adjustments
  Recognized (gains) and losses, net186 147 31
  Indexed product related derivatives 57 — 57— 
  Debt issuance costs5 — — 
  Purchase price amortization77 55 913 
  Transaction costs63 — 1746 
  Other adjustments1 — — 
Adjusted pre-tax earnings (loss)$1,243 $1,185 $128 $(70)
Total non-GAAP, pre-tax adjustments$389 $203 $114 $72 
  Income taxes on non-GAAP adjustments(93)(47)(29)(17)
  Non-controlling interest on non-GAAP adjustments(7)(6)— (1)
Total non-GAAP adjustments$289 $150 $85 $54 
Adjusted net earnings (loss) attributable to common shareholders$938 $880 $107 $(49)
Adjusted EPS attributable to common shareholders - diluted$3.31 




11


FIDELITY NATIONAL FINANCIAL, INC.
SUMMARY BALANCE SHEET INFORMATION
(In millions)
  September 30,
2021
December 31,
2020
  (Unaudited)(Unaudited)
Cash and investment portfolio $45,422 $37,766 
Goodwill  4,515  4,495 
Title plant  400  404 
Total assets  58,506  50,455 
Notes payable  3,097  2,662 
Reserve for title claim losses  1,734  1,623 
Secured trust deposits  1,147  711 
Non-controlling interests42 41 
Total equity and non-controlling interests  9,374  8,392 
Total equity attributable to common shareholders9,332 8,351 

12




Non-GAAP Measures and Other Information

Title

The table below reconciles pre-tax title earnings to adjusted pre-tax title earnings.

Three Months Ended
Nine Months Ended
(Dollars in millions)September 30, 2021
September 30, 2020
September 30, 2021
September 30, 2020
Pre-tax earnings
$486 $507 $1,569 $982 
Non-GAAP adjustments before taxes
  Recognized (gains) and losses, net
169 258 147 
  Purchase price amortization
14 18 42 55 
  Other adjustments
— — — 
Total non-GAAP adjustments
183 21 300 203 
Adjusted pre-tax earnings
$669 $528 $1,869 $1,185 
Adjusted pre-tax margin
21.7 %21.2 %21.5 %18.3 %



FIDELITY NATIONAL FINANCIAL, INC.
QUARTERLY OPERATING STATISTICS
(Unaudited)
Q3 2021Q2 2021Q1 2021Q4 2020Q3 2020Q2 2020Q1 2020Q4 2019
Quarterly Opened Orders ('000's except % data)
Total opened orders*688 695 770 728 847 693 682 492 
Total opened orders per day*10.8 10.9 12.6 11.6 13.2 10.8 11.0 7.8 
Purchase % of opened orders50 %53 %42 %38 %40 %37 %41 %50 %
Refinance % of opened orders50 %47 %58 %62 %60 %63 %59 %50 %
Total closed orders*527 568 597 617 571 487 377 417 
Total closed orders per day*8.2 8.9 9.8 9.8 8.9 7.6 6.1 6.6 
Purchase % of closed orders50 %47 %34 %38 %42 %35 %46 %49 %
Refinance % of closed orders50 %53 %66 %62 %58 %65 %54 %51 %
Commercial (millions, except orders in '000's)
Total commercial revenue$366 $347 $257 $322 $216 $184 $245 $321 
Total commercial opened orders66.8 69.4 62.2 57.0 58.1 43.9 56.3 55.1 
Total commercial closed orders40.1 42.3 34.8 39.5 30.6 25.7 31.0 39.1 
National commercial revenue$183 $176 $127 $177 $113 $96 $132 $186 
National commercial opened orders27.7 27.4 23.4 21.4 21.7 15.2 21.5 22.6 
National commercial closed orders14.8 14.9 11.2 13.4 9.8 8.8 10.7 16.2 
Total Fee Per File
Fee per file$2,581 $2,444 $1,944 $2,116 $2,063 $1,889 $2,224 $2,384 
Residential fee per file$2,097 $2,030 $1,644 $1,661 $1,803 $1,614 $1,744 $1,792 
Total commercial fee per file$9,100 $8,200 $7,400 $8,200 $7,100 $7,200 $7,900 $8,200 
National commercial fee per file$12,400 $11,800 $11,300 $13,200 $11,500 $10,900 $12,300 $11,500 
Total Staffing
Total field operations employees13,700 13,500 13,200 12,800 12,300 10,900 12,500 12,300 
Actual title claims paid ($ millions)$55 $56 $46 $54 $50 $51 $48 $53 
* Includes an immaterial number of non-purchase and non-refinance orders


13



F&G

The table below reconciles the reported after-tax net earnings from continuing operations to adjusted earnings from continuing operations attributable to common shareholders.
Three Months EndedNine Months Ended
September 30, 2021September 30, 2020September 30, 2021
(Dollars in millions)
Net earnings (loss) attributable to common shareholders $373 $38 $744 
Less: Earnings (loss) from discontinued operations, net of tax(3)(28)
Net earnings (loss) from continuing operations attributable to common shareholders$376 $66 $736 
Non-GAAP adjustments (1,2):
  Recognized (gains) and losses, net (98)(15)(243)
  Indexed product related derivatives 26 14 (84)
  Purchase price amortization20 
  Transaction costs10 
  Other non-recurring items(4)
(284)— (284)
  Income taxes on non-GAAP adjustments 73 (8)121 
Adjusted earnings from continuing operations attributable to common shareholders$101 $74 $271 

Adjusted earnings from continuing operations include $27 million and $61 million of net favorable items in the three and nine months ended September 30, 2021 respectively and $10 million net favorable items in the three months ended September 30, 2020.

The table below provides summary financial highlights.
Three Months EndedNine Months Ended
(Dollars in millions)September 30, 2021September 30, 2020September 30, 2021
Average assets under management (AAUM)(1)
$32,692 $26,990 $30,706 
Net investment spread - FIA(1)
3.35 %3.17 %3.22 %
Net investment spread - All products(1)
2.85 %2.62 %2.78 %
Net earnings (loss) from continuing operations attributable to common shareholders$376 $66 $736 
Adjusted earnings from continuing operations attributable to common shareholders(1)
$101 $74 $271 


The table below provides a summary of sales highlights, which are not affected by PGAAP and are comparable to prior period data.
Three Months EndedNine Months Ended
(In millions)September 30, 2021September 30, 2020September 30, 2021September 30, 2020
Total sales(1)
$3,076 $1,133 $7,397 $3,378 
Fixed indexed annuity (FIA) sales(1)
$1,073 $815 $3,255 $2,512 
Total annuity sales(1)
$1,531 $1,068 $4,692 $2,926 
Institutional sales(1)(3)
$1,521 $— $2,646 $— 


Footnotes:
1.Non-GAAP financial measure. See the Non-GAAP Measures section below for additional information.
2.Amounts are net of offsets related to value of business acquired (VOBA), deferred acquisition cost (DAC), deferred sale inducement (DSI) amortization, and unearned revenue (UREV) amortization, as applicable.
3.Institutional sales include funding agreements (FABN/FHLB) and pension risk transfer.
4.Reflects adjustments to benefits and other changes in policy reserves and depreciation and amortization resulting from the implementation of a new actuarial valuation system.


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DEFINITIONS
The following represents the definitions of non-GAAP measures used by F&G.

Adjusted Net Earnings

Adjusted net earnings is a non-GAAP economic measure we use to evaluate financial performance each period. Adjusted net earnings is calculated by adjusting net earnings (loss) from continuing operations to eliminate:
(i) Recognized (gains) and losses, net: the impact of net investment gains/losses, including changes in allowance for expected credit losses and other than temporary impairment ("OTTI") losses, recognized in operations; the impact of market volatility on the alternative asset portfolio; and the effect of changes in fair value of the reinsurance related embedded derivative;

(ii) Indexed product related derivatives: the impacts related to changes in the fair value, including both realized and unrealized gains and losses, of index product related derivatives and embedded derivatives, net of hedging cost;

(iii) Purchase price amortization: the impacts related to the amortization of certain intangibles (internally developed software, trademarks and value of distribution asset (VODA)) recognized as a result of acquisition activities;

(iv) Transaction costs: the impacts related to acquisition, integration and merger related items, and

(v) Other "non-recurring", "infrequent" or "unusual items": Management excludes certain items determined to be “non-recurring”, “infrequent” or “unusual” from adjusted net earnings when incurred if it is determined these expenses are not a reflection of the core business and when the nature of the item is such that it is not reasonably likely to recur within two years and/or there was not a similar item in the preceding two years.

Adjustments to Adjusted net earnings are net of the corresponding impact on amortization of intangibles, as appropriate. The income tax impact related to these adjustments is measured using an effective tax rate, as appropriate by tax jurisdiction. While these adjustments are an integral part of the overall performance of F&G, market conditions and/or the non-operating nature of these items can overshadow the underlying performance of the core business. Accordingly, management considers this to be a useful measure internally and to investors and analysts in analyzing the trends of our operations.

Adjusted Net Earnings Attributable to Common Shareholders

Adjusted net earnings attributable to common shareholders is a non-GAAP economic measure we use to evaluate financial performance attributable to our common shareholders each period. Adjusted net earnings attributable to common shareholders is calculated by adjusting net earnings (loss) available to common shareholders to eliminate the same items as described in the Adjusted net earnings paragraph above. While these adjustments are an integral part of the overall performance of the Company, market conditions and/or the non-operating nature of these items can overshadow the underlying performance of the core business. Accordingly, Management considers this to be a useful measure internally and to investors and analysts in analyzing the trends of our operations.

Net Investment Spread

Net investment spread is the excess of net investment income, adjusted for market volatility on the alternative asset investment portfolio, earned over the sum of interest credited to policyholders and the cost of hedging our risk on indexed product policies. Management considers this non-GAAP financial measure to be useful internally and to investors and analysts when assessing the performance of the Company’s invested assets against the level of investment return provided to policyholders, inclusive of hedging costs.

Average Assets Under Management (AAUM)

AAUM is calculated as the sum of:
(i) total invested assets at amortized cost, excluding derivatives;

(ii) related party loans and investments;

(iii) accrued investment income;

(iv) funds withheld at fair value;

(v) the net payable/receivable for the purchase/sale of investments, and

(iv) cash and cash equivalents, excluding derivative collateral, at the beginning of the period and the end of each month in the period, divided by the total number of months in the period plus one.

Management considers this non-GAAP financial measure to be useful internally and to investors and analysts when assessing the rate of return on assets available for reinvestment.

15





Sales (FIA Sales and Total Retail Annuity Sales)

Sales are not derived from any specific GAAP income statement accounts or line items and should not be viewed as a substitute for any financial measure determined in accordance with GAAP. Annuity and IUL sales are recorded as deposit liabilities (i.e. contractholder funds) within the Company's unaudited condensed consolidated financial statements in accordance with GAAP. Management believes that presentation of sales, as measured for management purposes, enhances the understanding of our business and helps depict longer term trends that may not be apparent in the results of operations due to the timing of sales and revenue recognition.


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Ticker: FNF
CIK: 1331875
Form Type: 8-K Corporate News
Accession Number: 0001331875-21-000052
Submitted to the SEC: Tue Nov 02 2021 4:20:59 PM EST
Accepted by the SEC: Tue Nov 02 2021
Period: Tuesday, November 2, 2021
Industry: Title Insurance
Events:
  1. Earnings Release
  2. Financial Exhibit

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